THIS ANNOUNCEMENT CONTAINS INSIDE
INFORMATION FOR THE PURPOSES OF REGULATION (EU) 596/2014 AS IT
FORMS PART OF DOMESTIC LAW IN THE UNITED KINGDOM BY VIRTUE OF THE
EU (WITHDRAWAL) ACT 2018.
3 April 2024
RTC Group
plc
("RTC" or the
"Group")
Option Exercise, Director's
Dealing, Share Buyback and Cancellation
RTC Group Plc (AIM: RTC.L) announces
that Sarah Dye, Group Finance Director has exercised options over
70,000 ordinary shares in the Company pursuant to the Company's
Enterprise Management Incentive plan (the "Option
Exercise").
Admission
Accordingly, the Company has issued
70,000 Ordinary Shares (the "New Shares"). Application has been
made to admit the New Shares to trading on AIM ("Admission").
Admission is expected to become effective on 9 April 2024 and the
New Shares will rank pari passu in all respects with the Company's
existing Ordinary Shares in issues.
Share Buyback and Cancellation
Immediately following Admission, the
Company will utilise the authority granted by shareholders at the
Company's Annual General Meeting on 31 May 2023 to purchase the
70,000 New Shares and 50,000 existing shares held by an employee,
and cancel them (the "Share Buyback and Cancellation"). RTC will
pay a cash consideration of 95p per share, being the closing price
on 2 April 2024, the last business day prior to this
announcement.
The Share Buyback will be funded
from the Company's cash resources and bank facilities.
Related Party Transaction
The participation of Sarah Dye in
the Share Buyback and Cancellation is a related party transaction
for the purposes of the AIM Rules.
The Independent Director, being Andy
Pendlebury (CEO and Chairman), believes that the share buyback
provides a cost-effective way of providing remuneration due to the
Group Finance Director.
The Independent Director therefore
considers, having consulted with Spark Advisory Partners, the
Company's nominated adviser, that the terms of the Share Buyback
and Cancellation are fair and reasonable in so far as Shareholders
are concerned.
Total Voting Rights
Following the Option Exercise, Share
Buyback and Cancellation, the Company's total shares in issue and
total voting rights will reduce by the 50,000 Existing Shares being
cancelled. The total issued share capital of the Company will
therefore consist of 14,600,295 ordinary shares. As each
ordinary share carries the right to one vote, the total number of
voting rights in the Company will be 14,600,295. This number
may be used by shareholders as the denominator for the calculations
by which they will determine if they are required to notify their
interest in, or a change to their interest in, the Company under
the FCA's Disclosure and Transparency Rules.
~ Ends
~
Enquiries:
|
RTC Group plc
Andy Pendlebury, Chairman and
CEO
Sarah Dye, Group Finance
Director
|
Tel: 01332 861 844
|
|
SPARK Advisory Partners Limited (Nominated
Adviser)
Matt
Davis / Mark Brady
www.Sparkadvisorypartners.com
|
Tel: 0203 368 3550
|
|
SI Capital Limited (Broker)
Nick Emerson
Sam Lomanto
www.sicapital.co.uk
|
Tel: 01483 413500
|
|
Notification of a Transaction pursuant to Article 19(1) of
Regulation (EU) No. 596/2014
|
|
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
|
a.
|
Name
|
Sarah Dye
|
|
2
|
Reason for notification
|
Exercise of options and immediate sale of resulting shares to
the Company
|
|
a.
|
Position/Status
|
CFO
|
|
b.
|
Initial notification/
Amendment
|
Initial
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a.
|
Name
|
RTC
Group Plc
|
|
b.
|
LEI
|
213800BP6SL5YRSDJY59
|
|
4
|
Details of the transaction(s): section to be repeated for (i)
each type of instrument; (ii) each type of transaction; (iii) each
date; and (iv) each place where transactions have been
conducted
|
|
a.
|
Description of the financial instrument, type of
instrument
Identification Code
|
Ordinary Shares of 1p each
ISIN: GB0002920121
|
|
b.
|
Nature of the transaction
|
Exercise of options
|
|
c.
|
Price(s) and volume(s)
|
|
|
|
|
|
|
|
Transaction
|
Price(s)
|
Volume(s)
|
|
|
Exercise of Options
|
38p
|
70,000
|
|
|
|
Sale
|
95p
|
70,000
|
|
|
|
|
d.
|
Aggregated information
- Aggregated Volume
- Price
|
See
above
|
|
e.
|
Date of the transaction
|
3
April 2024
|
|
f.
|
Place of the transaction
|
(AIM)
|
About RTC
RTC Group Plc is an AIM listed recruitment
business that focuses on white and blue-collar recruitment,
providing temporary and permanent labour to a broad range of
industries and customers in both domestic and international markets
through its geographically defined operating divisions.
UK
division
Through its Ganymede and ATA Recruitment brands the Group
provides a wide range of recruitment services in the UK.
Ganymede specialise in recruiting
the best technical and engineering talent and providing complete
workforce solutions to help build and maintain infrastructure and
transportation for a wide range of UK and international clients.
Ganymede is a market leader in providing a diverse range of people
solutions to the rail, energy, construction, highways and
transportation sectors. With offices strategically located across
the country, Ganymede provides its clients with the benefit of a
national network of skilled personnel combined with local
expertise.
ATA Recruitment provide high-quality
technical recruitment solutions to the manufacturing, engineering
and technology sectors. Working as an engineering recruitment
partner supporting businesses across the UK and Europe, ATA
Recruitment has a strong track record of attracting and recruiting
the best engineering talent for our clients. ATA's regional offices
which are strategically located in Leicester and Leeds each have
dedicated market-experts to ensure ATA delivers excellence to both
our clients and candidates.
International division
Through its GSS brand the Group
works with customers across the globe that are focused on
delivering projects in a variety of engineering sectors. GSS has a
track record of delivery in some of the world's most hostile
locations. Working closely with its customers GSS provides contract
and permanent staffing solutions on an international basis,
providing key personnel into new projects and supporting ongoing
large-scale project staffing needs. GSS typically recruit across a
range of disciplines and skills from operators and supervisors,
through to senior management level.
The Group headquarters are located
at the Derby Conference Centre which also provides office
accommodation for its operating divisions in addition to generating
rental and conferencing income from space not utilised by the
Group.